Herds of Chaos
by AkumaKami64
Summary: Over a millennium ago, Discord made a deal with ponykind: power and immortality for eternal servitude. With both him slain by the Beast of Order and Luna captured long ago, the herds are on the march again. Meanwhile, Twilight Sparksworn is sent to search for clues to Luna's location, guided by the Spirit of Discord. Dark, War, Meat-Eating ponies. Inspired by Total War Warhammer
1. Fall of Fort Counters

Herds of Chaos

I don't own MLP

Summary: Over a millennium ago, Discord made a deal with ponykind: power and immortality for eternal servitude. With both him slain by the Beast of Order and Luna captured long ago, the herds are on the march again. Meanwhile, Twilight Sparksworn is sent to search for clues to Luna's location, guided by the Spirit of Discord. Dark, War, Meat-Eating ponies. Inspired by Total War Warhammer

Regular Speak

 _Thoughts and Flashbacks_

 **Demonic or Animalistic Speak**

 _ **Demonic or Animalistic Thoughts**_

Beta: Dragon_Wizard91

 _Long ago, in the cold and cruel lands of Equus, Ponykind was like a flickering candle. From all sides, they were besieged by terrible forces. Windigos, ghostly creatures of winter, buried them in bitter snow and starved their crops. Griffons from the east raided their skies and lands for what was left. Diamond dogs crept in the caves and underground, snatching any foolish enough to be caught by them. The mighty dragons, the worst of these many enemies, delighted in ruining the villages and lives of such weaklings with their fire and strength. And all manner of wild beasts roamed the lands, ready to feast upon pony flesh: Manticores, Ursa Majors, Hydras, Quarry Eels._

 _And even worse things were whispered in fear: A shadow in the north, ponies acting strange before going missing in the south, hybrid raiders from unknown lands. The list of things for ponies to fear seemed never ending._

 _Even the Alicorns, two immortal ponies that ascended to become the perfected amalgamation of the three races, were unable to protect their kind from such darkness._

 _Then, in the darkest days of ponykind, He arrived._

 _Discord the Draconequus, God of Chaos, came before ponykind with an offer._

 _He would deliver them from fear and suffering, from their weakness. He offered them the power Chaos could grant them, freedom from their own frailty and above all else...Immortality. The price was simple: Eternal Servitude, to him and him alone._

 _The Alicorns and other leaders of ponykind looked upon the tribes: Trembling, fearful, sickly, desperate, hopeless._

 _It was an easy choice._

 _With Chaos running through their veins, Ponykind became the Great Herd of Chaos. No longer were they prey, but predators. No longer were they weak, but strong. No longer were they fearful, but feared._

 _With their God and Master at their side, they rode forth and ravaged the lands for two hundred years. They struck down Griffons and feasted upon their flesh, gutted dragons and made armor from their hides, tamed and corrupted the wild beasts and drove out the Windigos with their chaotic magic._

 _Then doom came once more for Ponykind. The Beast of Order had arrived, a creature indifferent to the woes of all races, only to the presence of Chaos. With it came a united army of Dragons, Griffons, Diamond Dogs, and other races. As they besieged the lesser herds across the realm, the Beast hunted until Discord himself finally did battle with it, with the Alicorns at his side. For ten days and nights, the Titans did battle._

 _When it was all over, Discord, Savior of Ponykind, had been slain. The Beast of Order lurked back into hiding, licking its new wounds…Discord's magic ensured they'd never heal entirely. The younger Alicorn had been taken by the enemy and not seen since. The elder remained, with great injuries, which would take centuries to heal completely._

 _And yet, Ponykind did not despair. Instead, hatred filled their hearts; Hatred for the Beast and the races that it protected. And determination funneled that hatred to one goal._

 _With the Spirit of Discord guiding us, we will one day reclaim our lost sister! We will slay the Beast of Order! We will restore our God to his true power!_

 _And Chaos Shall Reign Once More!_

 **Fort Counters**

A small outpost on the edge of the civilized world, the farthest settlement into the Herdlands anyone had dared to make. Situated on the eastern side of the Neighing River, it was surrounded by open plains on three sides of its outer limits. The western wall faced the river, along with the dark forest beyond its shores. A mere two hundred griffons guarded this fort of the Griffon Empire with only a couple of barracks, a dining hall, an armory, blacksmith and a few little other necessities.

"You'd think the Nestlords would invest more in this dump," A griffon soldier commented distastefully as he looked out to the forest from the rampart. Like most of his brothers-in-talons, he was clad in silvery armor, with a pistol in a strap under one wing and a broadsword upon his back, "We don't even have plucking cannons."

"You must be new around here, boy," A fellow griffon answered hoarsely, sitting on his haunches, resting his back and head against one of the battlements. He was older, wearing a dark cloak instead of armor and holding a long-barreled firearm in his talons.

"Are you a scout?" The swordsgrif asked with a raised eyebrow.

"Are you a Broadbastard?" The retort came with a glance at the sword.

"Garet Razoraw. Cadet Officer, formerly of the First Kizert Greatsword Regiment, Third Legion," Garet affirmed in greeting.

"I'd rather be light and fast if I have a fly in with those ponies," The rifle-griffon answered dryly as he smirked as the younger soldier, "Barson Underclaw, formerly Second-in-Command of the Eighth Longbarrel Battalion, Eighth Legion," he returned with a nod, "Hikeland, you?"

"Taliron," Garet answered grimly.

"Nice place I heard," Barson mused, clearly uninterested, "Had any practice with that?" He inquired, nodding to the pistol. Firearms were a bit rare, given only to two types of soldiers: Officers and the ones who definitely knew how to use them.

"Haven't had much chance. I got shipped off here with it right after my "promotion" to cadet officer. They said it was for experience," Garet explained, his tone turning dry as dry as Barson's had been.

"I doubt that. Somegrif probably just wanted you out of the way for a while," Barson commented with a hum, "The Nestlords are too busy squabbling over who is going to be the new Emperor. One of them wouldn't dare waste their time on this little hole and give the other lords an edge; especially with Talongrad a day's fly away."

"They don't think the ponies are still a threat?" Garet asked with a scowl.

"Maybe, maybe not. For the better half of a thousand years, we've only seen Low Herds come out of the Herdlands. Meanwhile, the Changeling and the Shades are giving us all kinds of grief. And the Diamond Dogs and Dragons aren't always the most steadfast of allies," Barson elaborated with a sigh as he stood up and looked over the battlements. He stared at a mountain in the far distance, looming ominously like a dagger on the horizon, "Mount Canter. They say that's where it happened, where the ponies made a dark deal with their god...and that the Scorcheress is there, licking her wounds, waiting for the day to burn the world once more."

"Do you really believe that?" Garet asked, skeptical yet curiously.

"Better up there in some cave than down here with us," Barson grumbled, "...You fought ponies before?"

"Haven't had the pleasure. Brutelings, Mad Drakelings and the like were more plentiful where I was stationed last," Garet explained.

"Nothing quite compares to ponies though. They can have a horn, they can have wings or they might have neither but the one thing that never changes? Give a pony a chance and it'll eat your throat out, watching you die as they eat you alive," He warned ominously, "Unless they want you alive, that is."

 ***HOOOOOOWL!***

"What was that?!" Garet demanded in alarm, gripping his sword.

"Timberwolf, probably. If you see one, don't shoot- not worth the bullet," Barson explained calmly, "Just settle down. They sent me out here while my wing is "technically" still on recovery," He added in, flexing both wings to emphasis their health, "Keep your beak down, stay alive and you'll be out of here in a month or two."

Garet hesitated before releasing his sword, "...Thank you, Barson," He acknowledged with a nod.

"No problem, Cadet. The first night or two are always the hardest here," Barson assured, pulling his cloak back up.

"...You're not even on watch duty, are you?" Garet realized with a smirk.

"Nope. Somehow pep talking newbies became my job," Barson answered with a chuckle as he headed down the ramp.

His pace slowed to a halt roughly halfway down as the sheer silence of the fort hit him. There was nothing but the gentle breeze on the air, darkness fading from the sky as the sun prepared to rise. Some of the snoring was faint behind the walls, the low cackling of fire, and...the lack of hushed chatter, the absence of claws against stone. His green eyes trailed across the ramparts, unable to see anything until he looked at the one in front of him. There, hanging over the edge of the walk way was a limp griffon claw.

 ***BOOM!***

His body went stock still as something fell in front of him.

It was loosely clad in the leather of some scaly hide, hydra by the look of it, which covered the barrel and legs along with the edges of the wings. The hooves had sharp indents along the front edges, to give them cutting potential. The coat was grey and the black wings were like a bat's. A maw filled with needle-like teeth. A bullet in its head as lifeless golden eyes stared up at him.

The hyper awareness left in the same instance it came, leaving only a ringing in his ears as he snapped his head around, seeing Garet holding a smoking pistol, "...Nice shot," Barson complimented evenly, before pulling out his Longbarrel with practiced speed, shooting at Garet...

Or rather, the pony sneaking up behind him, making it collapse, dead, "We're even," Barson commented as he strode back up the ramp.

"Ponies, I take it?" Garet asked, only slightly surprised from having a gun pointed at him.

"Yeah. Thestrals, Nightcrawlers," Barson answered with a grunt, "Sneaky arses, took out the rest of the grifs on the wall. And I doubt these are it," He explained as the base started to come alive, griffons rushing out of the barracks to investigate, "THRESTRALS! NIGHTCRAWLERS IN THE FORT!" Barson yelled down, the commotion growing louder as the soldiers stated donning their armor and weapons or headed to the armory to acquire them.

"Underclaw, what happened?!" The commander demanded as he flew up to near their level, his status denoted by the bright faux-feathers up the middle of his helmet, "Where are the rest of the night watch?!"

"Dead! Must have done them in at the same time, never even heard a chirp!" Barson explained quickly.

"Pluck!" The commander cursed before diving down to set out orders.

"How bad is it?" Garet asked grimly.

Barson didn't answer, he didn't have to.

 ***BOOOOOOOOM!***

The explosion did that quite brilliantly on its own, the shock wave sending them flying back and slamming them into the battlements.

Garet winced as he pushed himself up, feeling the heat through his helmet. He looked back and saw one of the buildings was in ruins, the remains burning like an inferno. Injured, dead and burning griffons were everywhere. The rest were flying or running about in a panic.

"The gunpowder supply," Barson noted darkly with a grunt, popping his left forelimb back into place, "Of course the little scratchers blew themselves up."

"Not all of them!" Garet notified as he looked over the interior edge, getting Barson's attention. The elder soldier looked down and saw Thestrals moving out of hiding, gathering at the gate to remove the wooden beam keeping its locked.

The two griffons shared only a look, knowing that if the gate wasn't secure then the whole fort would be lost.

Dropping down and using their wings to slow their descent, they swooped down with Garet cutting down one with his two-talon blade. Barson landed on another, pinning it to the ground before sticking a dagger in its skull. Needless to say, they had the attention of the equines, the four ponies at the gate scrambled to try and finish their task while the rest of the infiltrators roared at the two.

Barson raised his Longbarrel and shot one trying to remove the beam, before turning to use the firearm as a shield against the nightcrawler leaping at him with an unearthly screech. He grunted as he was nearly knocked to the ground. Ponies were always stronger than they looked. Holding the Longbarrel with one claw, he snatched the dagger from the corpse under him and jammed it into this one's head, under the chin and into the brain

Garet, meanwhile, held his sword at guard as three charged at him: two from the road and one jumping off a nearby building. He swung and beheaded one of the first two, but the second managed to block with his wing. While not a proper defense, the leather could obviously take a few swings of the sword.

The nightcrawler grinned viciously as the third rammed into the swordgrif and knocking the blade out of his claws. The pony was instantly upon him, teeth chomping towards his throat, the armor being the only thing saving his internal organs from being ripped out. The equine was barely kept at bay by his talon grip on the pony's own throat, too thick to strangle and his own grip not enough to carve through the windpipe. Swinging his hind legs up, his more feline claws managed to make an injury in the pony's underbelly, eliciting a howl.

Barson turned in time to witness said event, picking up the sword. Wielding the large weapon a bit clumsily, he swung it at the unsuspecting pony. He missed the killing blow, but still managed to cut a deep scar over the face and eye. The third thestral took this chance to leap on Barson's back, trying to bite through the cloak and feathers. Barson roared as he dropped the greatsword and tried to shake his foe off. Taking to the air, he slammed his back against the wall and, with a beat of his wings, threw the piggy backer off.

With his own enemy wounded and disoriented, Garet made a grab for his pistol. He pulled it out and shot a nightcrawler in the head- but not the same one, not seeing the injured one anywhere. Not able to pay mind to that for now, he turned to the gate in a mad dash, grabbing his sword as he did. The nightcrawlers, finally getting the beam off the lock, screeched as Garet mercilessly cut them down from behind. The first was taken by surprise, the second didn't have a chance to attack or defend, and the third was blocked by the broad side of the sword before Barson fell behind the pony and snapped its neck.

The two griffon warriors took a breath...which was quickly interrupted by nightcrawlers screeching…along with gunshots and metal cutting into flesh.

Looking down the path to the fort's center, still brightly ablaze, the duo saw three griffons shooting Longbarrels at nightcrawlers on the roofs. One of them caught their gaze and nodded. Another griffon downed a pony in the back with a throwing axe and they were sure they saw some crazy grif actually wresting with one way in the back. Most of the rest were trying to put the fire out with dirt, "...Well, at least the rest of us got our act together," Garet noted with some relief.

"Too little, too late," Barson muttered with a scowl, "Mex, Cruz, Jint! Come help us get the gate locked!" He called urgently. The trio of gunners didn't take more than a second to comply, running toward the pair.

"Anyone seen the commander?!" Garet yelled, straining as they started to put the beam back into place.

"Out cold or dead!" One of the griffon grunted, Mex if he had to guess.

The group of five let out a sigh of relief once they dropped beam in the lock, "That'll buy us a little time, but more are coming," Barson warned, wincing at the bites in his back.

"What makes you so sure this isn't just a raid?" Another asked in confusion.

"You don't open a gate unless you want to let something in," Garet summarized.

"...I'll go keep watch," The first answered grimly, unease all over his face.

"You do that, Jint," Barson acknowledged with a sigh, the adrenaline wearing off as he addressed the third griffon, "Cruz, go find out what we can salvage. And whose tarred and feathered rear is in charge now!"

Cruz just snorted in acknowledgement before heading off, "Get attacked like this often?" Garet asked with a raised eyebrow.

"Raids mainly, and they never get this far under normal circumstances. Someone pulled out a lot of stops tonight," Barson grumbled.

"Morning."

"What?" Barson asked in aggravation and confusion.

"It's morning," Garet explained idly, looking up as the sky, the sky painted a harsh orange color, the only contrast being the black smoke from the fire. He could only imagine how red the sun was.

Barson scowled at the celestial colorings, finding them more ominous than he cared to admit..."What is that?" He asked, seeing something streaking across the sky…several somethings.

"Are those...arrows?" Garet theorized with growing dread.

"...Worse," Barson realized with wide eyes...even as Jint fell from the wall, his head impaled, "Feather-Throwers!" Barson finished angrily, seeing the piece of plumage sticking through the soldier's eye and brain, "Everyone, take cover! The Pegasi are coming!"

The warning came a bit too late, several more griffons felled by the arcs of the magically hardened feathers falling down upon them before they could reach the relative safety behind the buildings.

"Well, this just got wo _-*THUNK!_ _ *****_ **CRACK!*** " Mex had started to say, before falling silent at the sound.

"...Mex?" Garet asked in alarm as the griffon went stock still, completely unmoving...before falling forward, a large hole stabbed in his back and through the thick wooden gate.

"...Pluck...," Barson cursed, just as another hole was made by some sort of metal weapon with four pointed metal tips coming from a single spot, "...we're dead," he said, more in resignation than terror.

Garet looked to Barson for a moment before glancing back, feathers still raining down on the fort. Some were unlucky to be hit by feathers that caught fire passing through the flames of the armory. He scowled before his eyes went down to his helmet, lying discarded in the street.

Time seemed to slow as he walked over to it. His ears rang with the whistling of projectiles, the screams of his comrades, the gate breaking as it was rammed and the inferno that signaled the start of this awful event. As he leaned down to pick up the helmet, he became acutely aware of the smells: Fire, blood and death.

It had been a little while since he smelt that, the scent of war.

As he looked at his helmet, he caught something out of the corner of his eye; A nightcrawler, lurking down the alley to his right…the one missing an eye that had tried to eat his throat out. It...he was glaring his one good eye at him, snarling with blood-stained teeth at him. Garet's steel-silver gaze stared back. He could probably kill the stealthy equine before the fort was over run.

But he had better things to do.

Donning his helmet, he sheathed his great sword and his pistol before moving back to Barson, leaning against a building as helplessness set in, "The fort is lost, we need to get out of here," He informed flatly.

"No use, Cadet. The front gate is still locked and we'll be turned into pincushions if we try to go over the walls," Barson refuted with a bitter, empty smile, "Just give up now, maybe take the quick w-" Barson didn't get farther than that, his head suddenly making contact with Garet's helmet, "What the pluck, Razoraw?!" He demanded as the younger officer picked him up by the scruff of his cloak, rearing up on his hind legs and slamming him against the wooden wall to pin him there.

Barson said nothing as Garet glared at him.

"Now listen here, Underclaw. I am going over that wall, I am flying back to Talongrad to get the warning out, and I have no intention of dying today," He stated factually, as if he had no doubt in his mind that he would do just that, "Now, you can join me or you can sit here and join _**them**_ for dinner," He added on after pointing to the gate, clearly beginning to give under the assault.

He could also idly see that the "weapons" damaging the gate were in fact the ponies wearing helmets covered with long, thick spikes.

"Your choice," Garet said as he released the cloaked griffon and started to take off for the opposite wall.

Barson stared after the retreating back of the cadet officer, likely running to his death. And yet in those eyes, he had seen no fear- and thus, no courage. He saw only the will to fight, the resolve to live and enough determination to keep both going. With a heavy sigh, he got to his feet, "Wervic damn it all," He murmured before running off after the swordgrif. He also snatched up the body of a dead nightcrawler and threw it over his back, hoping it would absorb the incoming feathers.

"Abandon the fort! Over the wall!"

Garet had yelled it once, but who were the ones yelling it afterward was any grif's guess. All Barson knew was that two or three dozen griffons were running or flying up to the front wall, using whatever they could to defend themselves: old barrel lids, what few shields they could find, armor for those that had it and one was even holding up a door.

As Garet reached the battlements and found griffons already jumping over, he looked over his shoulder to see a sight that would be ingrained into his mind forever; The blood red on the horizon, figures galloping out of the forest to cross the river, the distant pegasi looking like a swarm of locusts over the forest, the feathers raining down like the tears of death, the fire lurching from a cave on Mount Canter...the fort of dead or terrified griffon soldiers...

And he swore that he saw a face in the smoke clouds; An equine one, with a snaggle tooth.

Hearing the gate being broken down, he leapt over the edge with the roar of the ponies in his ear.

He landed on the grass below with the other griffons, who were catching their breath, "Everyone, hurry to the forests! Then make for Talongrad!" Garet yelled as they began to run again. There were thin forests down the dirt path that could give them some cover and hiding ability from any pursuers.

At least, that had been the plan, until he found himself thrown back into the wall. He gasped in pain, very sure some ribs were fractured or cracked. He had no idea what happened, just that there had been a flash of light, then...pain

"Hello, boys and girls."

Garet looked up and found his attacker.

It was a pony, a unicorn mare to be exact. Her coat was lavender, the mane and tail being a darker purple that was nearly black, both with an identical stripe through them that was crimson with a fiery edge. Her magenta eyes regarded them with a cold amusement, her sharp teeth were _just_ visible with the way she smiled.

She was clad in black armor, but only the top half of her barrel, her legs and her neck. It didn't look that thick, but it was form fitting and covered in spikes. Her legs guards were curved downward like claws, obviously for a similar use. Her neck guard, on the other claw, had a smaller one pointed up. Except for her underside, where the armor was smooth to avoid self-injury, her barrel armor had hard, curved spikes coating it pointed in nearly every direction. On her back was a mash of larger and thicker spikes, all about half the length of her neck, with the appearance that they had been melted and warped around each other.

And at the front of her armor was the symbol of chaos, the arrows pointed in eight directions, within the likeness of the sun.

"Sparksworn," Garet heard Barson, and others, mutter through gritted beaks.

"I'm Twilight Sparksworn," She introduced herself with false politeness as her horn glowed, several more unicorn mares in similar armor appeared, their eyes all alight with dark intent, "We'll be killing you today."

 **End of Chapter**

Well, there's the first chapter of this very bloody war-fic. And yes, I have turned the harmony-loving ponies of Equestria in Warhammer-esque Chaos Ponies. I got the idea after reading about the Dragon Ogres, who exchanged their eternal servitude as a race for immortality- which lead to several ideas of Discord making that deal to one race or another, but I couldn't resist doing this to the ponies.

This fic is going to be a bit POV hoppy at times. Its usually going to be on Twilight, but it'll change at times to other events.

Well, hope you enjoyed this little AU I'm building, because I really am! Next up you'll get to see Chaos Twilight in action and if Garet survives another day.

PS Not sure if this should be in the Crossovers or not.


	2. Stench of Destiny

Herds of Chaos

I don't own MLP or Warhammer

Garet had a good idea of when a situation was truly PUBAR and this was definitely it; seven unicorns in front of them, presumably magically skilled, and his comrades screaming behind the wall to their backs.

Twilight Sparksworn licked her fangs, enjoying the extra shiver it sent down the spines of her griffon prey, "So, before we get to dinner, are any of you feeling particularly brave or suicidal?" Twilight asked toyingly.

"Stick it up your rear, Sparksworn," Barson growled out, clutching his long barrel almost painfully tight but not daring to raise it.

Twilight's eyes narrowed as she focused on him. "I remember you. Yes, you were with that scouting party three months ago," she recalled thoughtfully. "What was it again? Burton? Barstand? Barson!" she recalled with a smirk as Barson growled in his throat. "Yes, that was it. I never forget a face I haven't killed. Would have caught you too if that griff-hen hadn't taken the shot for you," Twilight mused with growing sadism as the griffon tensed. "You know, I never bothered to find out: What was she? Your mate? Your sister? Daughter maybe?"

"...I'm going to kill you, Sparksworn," Barson swore in a low, cold voice.

"I'm trembling," Twilight mocked as she glanced down at the griffon on the wall, the one she had pushed back, "Your face I don't know; which is strange, given your behavior. I thought I would have seen you close to the forest at least once. Are you new?" she asked with a head tilt.

"...Yes, I arrived here only a couple days ago," he informed, the unicorns snickering at his misfortune.

"Hmm, what an interesting coincidence the Lord Draconequus presents," Twilight mused, her grin growing wider, "Might I have your name, griffon?"

He had no reason to answer her but also no reason not to. If nothing else, he was stalling. "Garet Razoraw."

"Razoraw?" A mare with a blue mane and coat repeated in surprise.

"Why does that name bang a gong?" Twilight wondered curiously, stroking her chin.

"The Neighing Falls," Garet answered tonelessly, knowing what they were recalling.

"Oh?...Oh! Ohohoho!" Twilight declared with a laugh of recognition, "Yes, now I remember: Terton Razoraw. Your grandfather, I suppose. Oh I remember him. I remember him well," she repeated to herself, purring almost like a great feline beast. " _The Cookie of the Griffons_. That's what we call him. Nearly drowned all of us here in that flood he caused," Twilight revealed with a chortle. "Don't worry though, no hard feelings. A shame he never took up the offer to join Chaos."

There was a tense, heavy silence over the two groups as that statement sunk in.

"...What?" Garet questioned, slowly scrunching his brow in confusion.

"Oh, he never mentioned? Yes, a Herd-Lord offered him the chance to join the forces of Chaos. Ahh, he timed the refusal so perfectly with that dam going off," Twilight recalled fondly.

"Good times," A white coated and pink maned unicorn said with a swoon. "Never knew a griff that could be that... **dramatic**."

"You're all insane!" A random griffon yelled out in panic.

"I'm sure ponies thought the same thing when we were on the other side of the dinner table, before our Master made us the hunters," Twilight mused idly with an overdramatic sigh. "Enough about history though. But before we dig in; Garet, was it? How about it? Would you like to join up with Chaos?" Twilight offered with a fanged smirk.

"Twilight?" The surprised inquiry came from a beige mare with a purple stripe through her blood red mane.

"Hush, Moonlancer," Twilight instructed in only slight annoyance.

"...Why, in the name of Avialon, would I ever join you?" Garet asked in legitimate bewilderment.

"Oh, you know, the usual: Power, a whole new world of food, freedom of fear, freedom in general, and getting off our dinner menu permanently," Twilight explained with a wave of her hoof. "You get to live longer too, but no promises on immortality. That was part of the exclusive package deal for us ponies."

"Can we hurry this up? I'm getting hungry," a mint green mare requested with a scowl.

"Then eat on this!"

Every head, pony and griffon, shot upwards to see a lone griffon standing on the battlements. His left wing was gone, a profusely bleeding gash where it should be. A dagger was lodged in his stomach and nearly all his armor had been ripped off. A large bite could be seen missing from his leg on the battlement. He had a mad gleam in his eye…and a barrel of gunpowder raised above his head, which he promptly threw at Twilight.

While the others all had wide eyes, Garet and Twilight only raised an eyebrow in identical manners at the shouter.

Just before the griffon was dragged down screaming by two ponies, he was able to see Twilight effortlessly catch the explosive container less than a meter from her face.

"Well, that was anticlimactic," Twilight commented dryly as she turned her attention back to her captives.

In fairness, everypony there was fully expecting Barson to pull up his long barrel in a last ditch effort to shoot the barrel, hence why he gained two deep lacerations on his talon for his efforts.

They didn't expect him to drop it before the spells were even cast by two separate unicorns. Nor did they expect Garet to leap forward to grab it, pointing it at the container before he even hit the ground.

"Clever griff," Twilight admitted with a scowl as she hurled the barrel forward, throwing up a shield.

 ***Bang!*BOOM!***

"Fnord it all," the lavender chaos mare growled as smoke covered the immediate area. She felt several presences swoop by her in the obstructive fumes as she heard more screams and spell fire. Two in particular stuck out. Dropping her shield and conjuring a sharpened construct of magic, she lashed out and hit two griffons as they tried to get by her; one deep in the side and the other through the skull to pierce the brain.

With a pulse of magic to part the smoke, she was pleased to see her sisters in battle killing and restraining the rest with conjured chains and ropes. She turned in time to see how many had gotten pass them. Less than three dozen griffons had made it over the wall and now eight had escaped.

Her horn glowed a deep, dark purple as she fired a small, concentrated beam of mana. It hit her target, the rear most griffon and left his corpse smoking on the ground. She fired again and then there were six.

Her keen, far seeing eye took aim at the back of Razoraw when her senses detected that she was being watched. A glance over confirmed that it was Barson Underclaw, glaring at her…with Garet Razoraw's pistol in his claws.

 ***Bang!***

Twilight winced as she felt the bullet ricochet off her neck armor. " _Very_ clever griffs," Twilight growled the correction to herself as she powered down her horn, realizing they were too far out of range for proper aiming. She glanced up, seeing a few pegasi soaring over head to give chase.

"Ugggh, Twilight..."

The Discord-worshipper turned to the voice and her eyes widened a bit. A pink coated and violet maned mare stood there with something between a grimace and a grin, clutching her eye with blood oozing out heavily, "Masochist Star?" Twilight asked in slight alarm.

"Lord Discord obviously likes you more than me," Masochist said with a wince as she pulled down her hoof to show the bullet wound that had destroyed her right eye. Thankfully, that was all it had done, having exited out the right side of her head.

"...I'd dull the pain if I didn't know you were enjoying this a little," Twilight commented dryly, "Lyra! Get over here and make sure Maso doesn't bleed out before her regeneration kicks in."

"At once, O Fearless Leader," Lyra answered with some snark, getting a magical slap to the back of the head in reply. This only made her snicker as she trotted over to the bleeding mare. "Well, that ain't growing back for a long time, I know that much," the mint mare joked, getting a grin from the one eyed Masochist.

Twilight rolled her eyes as Moonlancer came up to her, "She's going to be alright, right?" Moonlancer asked in mild concern.

"Oh yeah. Assuming she can keep her hooves from playing with it, she'll grow a new one in a few decades," Twilight answered dismissively, "I grew an ear back in a month once. Damn diamond dog."

"You got bit by a diamond dog?" Moonlancer asked with an amused smirk.

"In defense, it was already dead. The body just spasmed from being hit by magic and next thing I know my mane is all bloody and one of my ear feels like it's underwater," Twilight defended with a scowl.

"So, what do we do with the rest of them?" Moonlancer asked, cocking a head at the rest of the griffons.

Most were dead, but a hoofful were merely crippled.

Twilight said nothing as her horn lit up...

 ***WOOOOSH!***

"AAAAHHHH!" The griffons screamed as they were set on fire. It was not a quick death for most, the fire burning away their feathers and boiling a few unlucky souls in their own armor.

"There we go, freshly grilled griffons," Twilight said with a smile, "Girls, eat up. Tinglespine, could you show Lancer here the finer points of dismembering Griffons? I better go check on the fort."

"Oh, yay! I've always wanted to teach somepony that!" Tingle cheered in genuine delight as she turned to her fellow mage. "And by the end, you'll know if you like meat on or off the bone!"

"Is there that big of a difference?" Moonlancer asked skeptically.

"Depends on if you like the bones or not," Lyra answered with a grin as she wrapped some bandages around Masochist's eye socket. "Now, don't play with it or I'll break your legs."

Twilight rolled her eyes fondly as she teleported into the fort.

What was left of it, anyway. The walls still stood, covered in soot and blood. Her fellow ponies had done a wonderful job of rampaging through whatever the fire didn't burn.

She took a moment to take it all in. Pegasi sored through the sky filled with smoke and ash, the ground was covered in corpses and blood. Ponies were looting for anything useful or eating into their defeated enemies. The griffs were all screaming or crying as their souls were sent off to their weak beaked god.

And, in solemn cases, some of the ponies were tending to their wounded.

"Warwitch Sparksworn!" She hummed as she looked up towards the hissing bark.

It was a batpony, a nightcrawler, with claw marks on his underbelly and a cut over his right eye. Not deep enough to need removing the eye, for one of their kind at least, but he'd be half-blind for a good year or so.

He stalked up to her, breath panting through his needle teeth. "Nocturn Fang of the Night Bane Herd," he greeted with a nod of respect.

"Twilight Sparksworn of the Bright Herd," she returned needlessly. "You lost many before we arrived."

"Then many will meet with our Great Serpent tonight," he stated without pause. "Tell me, Sparksworn? Did "he" get away?"

"Who, Nocturn?" Twilight inquired with a raised eyebrow, her lips in a flat line.

The nightcrawler leaned in, his remaining golden eye gleaming bloodthirstily with half of a snarl on his snout.

"The Swordgriff with the stench of destiny in his eyes," Nocturn Fang stated in a deep growl.

"...Razoraw ruined your infiltration, didn't he?" Twilight questioned with narrowed eyes.

"And his longbarrel friend gave me this," Nocturn stated, putting a hoof over his slashed eye briefly.

Twilight smirked slowly as her eyes sparkled. "They live, Moonbred. I feel that Lord Discord yet has plans for this young griffon, so hunt Razoraw at your own folly...but his friend, Barson Underclaw? The chimeric liege has no interest in him as things stands," she suggested coyly.

"Barson Underclaw. I'll remember the name. Thank you, Warwitch," he said with a nod before turning to trot off and take to the air, soaring over the battlements.

Twilight chuckled darkly under her breath, "The wheels of fate and chaos are truly spinning now, Lord Discord," she murmured fondly.

"Have fun, Sparksworn?"

Twilight turned to see a unicorn stallion covered in lighter dark armor than earth ponies. His white coat was strangely unblemished for a pony just done with a battle, but his beautiful blue mane indicated he was one of her more vain comrades.

"Always, Lavish Greaves. If I get a bite to eat before the bones are picked clean, it'll be a perfect day," she answered with a small, toothy smile. "So, what's the result look like?"

"Besides the Batponies, we only had one casualty: some idiot managed to fall into the fires from the battlements," Lavish explained with a smoother voice than most.

"I take it he wasn't fireproof?" Twilight asked sarcastically, getting an unamused look from the pony. "And the loot?"

"Plenty of melee weapons and crossbows survived or otherwise salvageable, along with a good deal of the firearms too," Lavish continued with a hum. "Plenty of griff delicacies, if you're into that stuff. We didn't even bother taking count of the armor, since it's all heading to the forgers anyway."

"Shame we have different proportions than the beakies!" A stallion, passing by while pulling a griffon corpse with his teeth, grunted out with a strained grin.

"Certainly would make armor easier to deal with and alter," Lavish agreed as the two glanced at the stallion briefly.

"Anything else I should know?" Twilight asked with a bored look.

"Your father is outside," Lavish answered bluntly.

"That's... _WHAT_!?" Twilight yelled in shock, her eyes wide. "Why would-!? Lead with that kind of information! Discord take me, get your priorities right!" she snapped before running out of the fort, leaving an amused stallion behind.

Twilight ran as fast as her legs could carry her, completely forgetting to teleport. After exiting the conquered outpost, she stiffened as she saw a figure down by the river…a stallion, nearly as tall as Herd-Lord Celestia herself. He was covered head to hoof in bronze plate armor with spikes along the spine. Every edge and every gap glowing with a burning light beneath the armor. The horn piece for his armor was a burning red dagger upon his head. And the eyes of his helmet were a blazing symbol of Chaos, flames snorting from his nostrils and the grass he touched setting itself alight with fire that did not spread.

Twilight teleported the rest of the length, standing before him as he looked down on her expectantly. "Father," she greeted with a smile.

"Twilight," he returned with a nod, the praise hard to hear over the flames crackling in his voice. "I trust everything went well?"

"There was a minor issue, but we took the fort with little trouble," Twilight assured before scowling. "Some escaped."

"Good," her father said in a dark voice as she looked surprised. "The Herdlord has a task for you," he informed evenly.

"She does?" Twilight asked curiously. "I thought I was to be assisting my fellow Chaosmares in cutting support to Talongrad?"

"Plans changed," he informed before looking over his haunches at the forest. "I brought your pet."

Twilight leaned to the side and raised an eyebrow as something walked out of the forest. "Spike? What are you doing here?"

The beast gave no answer as it came up to the ponies. The purple scales were twisted and gnarled over its waddling and roundish quadrupedal body, just smaller than Twilight from shoulders to haunches. However the long necks of its dual heads more than made up for the height difference. Both heads had a fairly normal dragon shape to them, but had distinct oddities. Its right head had an overgrowth of green horns with too many teeth sticking out of the jaw at crooked angles. It also had four eyes; blue and green on the left side, blue and grey on the right.

The left head looked tamer until it opened its maw, revealing its entire mouth and even the wide throat was filled with needle-like teeth. Six eyes donned it: a grey on the left between two blues while the other side had a green, a blue, and the bottom one was gouged out. The small leathery wings were covered in small holes and green spines.

The chaos drakeling let out an affectionate growl at its Mistress, standing by the two equines.

"As I said, the Herdlord has a task for you. Now," Her father repeated pointedly.

Twilight's eyes hardened in determination and understanding before she nodded to the dragon. "Do it," she ordered.

The thorn-head made a squawking roar as the maw-head reared itself back and let loose a jet of sickly green flames, engulfing the unflinching mare in them.

All Twilight saw for a moment was the unnatural flames wrapping all around and over her. In that fire, she swore she heard a distant, deep laughter.

Just before it stopped, the flames vanished to reveal a great and steamy darkness.

Twilight just smirked to herself in the humid shadows, almost amused when a pair of deep purple eyes opened in the darkness, staring directly into her own. "You wanted to see me, Teacher?"

 **End of Chapter**

New chapter! Hope you all enjoyed this new step in this dark world I've created. Garet and Barson got away with others, but that's far from the last those two have seen of ponies. And now we've met Chaos!Spike and Chaos!Night Light.(based on Warhammer Total War Chaos Dragons and Chaos Knights respectively)

Next chapter we get to meet the Sorchess herself, Herdlord Celestia! And we'll see what she wants of Twilight exactly.

Fun fact: Nocturn is the only OC pony introduced here. Everypony else with a name is a chaos version of canon characters. Have fun guessing who is who. I'll make a list later.


End file.
